Third AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF ALTA MESA HOLDINGS, LP (a Texas limited partnership) August 13, 2015Limited Partnership Agreement • August 14th, 2015 • Alta Mesa Holdings, LP • Crude petroleum & natural gas • Texas
This Third Amended and Restated Limited Partnership Agreement (as amended from time to time in accordance with its terms, this “Agreement”) of Alta Mesa Holdings, LP, a Texas limited partnership (the “Partnership”) is entered into effective as of August 13, 2015 (the “Effective Date”) by and among Alta Mesa Holdings GP, LLC, a Texas limited liability company, as general partner (the “General Partner”), High Mesa Inc. (f/k/a Alta Mesa Investment Holdings, Inc.), a Delaware corporation, as holder of Class B Units (“AMIH” or the “Class B Limited Partner”), and the parties set forth on Schedule I as Class A Limited Partners (each, a “Class A Limited Partner”, and collectively, the “Class A Limited Partners”, and together with the Class B Limited Partner, the “Limited Partners”) of this Agreement. Capitalized terms used herein and not defined herein have the meaning ascribed to such terms in the Stockholders Agreement (as defined below).
